§ 7.20. Shareholders’ list for meeting (a) After fixing a record date for a meeting, a corporation shall prepare an alphabetical list of the names of all its shareholders who are entitled to notice of a shareholders’ meeting. The list must be arranged by voting group (and within each voting group by class or series […]
§ 7.21. Voting entitlement of shares (a) Except as provided in subsections (b) and (c) of this section or unless the articles of incorporation provide otherwise, each outstanding share, regardless of class, is entitled to one vote on each matter voted on at a shareholders’ meeting. Only shares are entitled to vote. (b) Absent special […]
§ 7.22. Proxies (a) A shareholder may vote his or her shares in person or by proxy. (b) A shareholder may appoint a proxy to vote or otherwise act for him or her by: (1) signing an appointment form, either personally or by his or her attorney-in-fact; or (2) by transmitting to the corporation or […]
§ 7.23. Shares held by nominees (a) A corporation may establish a procedure by which the beneficial owner of shares that are registered in the name of a nominee is recognized by the corporation as the shareholder. The extent of this recognition may be determined in the procedure. (b) The procedure may set forth: (1) […]
§ 7.24. Corporation’s acceptance of votes (a) If the name signed or delivered by electronic transmission on a vote consent, waiver, or proxy appointment corresponds to the name of a shareholder, the corporation, if acting in good faith, is entitled to accept the vote, consent, waiver, or proxy appointment and give it effect as the […]
§ 7.25. Quorum and voting requirements for voting groups (a) Shares entitled to vote as a separate voting group may take action on a matter at a meeting only if a quorum of those shares exists with respect to that matter. Unless the articles of incorporation or this title provide for a greater quorum, a […]
§ 7.26. Action by single and multiple voting groups (a) If the articles of incorporation or this title provide for voting by a single voting group on a matter, action on that matter is taken when voted upon by that voting group as provided in section 7.25 of this title. (b) If the articles of […]
§ 7.27. Greater quorum or voting requirements (a) The articles of incorporation may provide for a greater quorum or voting requirement for shareholders (or voting groups of shareholders) than is provided for by this title. (b) An amendment to the articles of incorporation that adds, changes, or deletes a greater quorum or voting requirement must […]
§ 7.28. Voting for directors; cumulative voting (a) Unless otherwise provided in the articles of incorporation, directors are elected by a plurality of the votes cast by the shares entitled to vote in the election at a meeting at which a quorum is present. (b) Shareholders do not have a right to cumulate their votes […]
